The seller's secret weapon

Why VAT bridging loans are the new seller’s credit

The seller's secret weapon

Why VAT bridging loans are the new seller’s credit

Commercial property markets are fundamentally exercises in prescience, price discovery and availability of funds.

When buyers and sellers find themselves unable to agree perfectly, opportunities simply fail to present themselves.

The current environment is being defined by geopolitical uncertainty and market instability, accompanied by inaccessible and high borrowing costs driven by cautious lenders and a general reluctance to commit.

Today, this is more than an occasional frustration it is systemic, at least in the medium term, and therefore one that vendors would do well to address.

The most obvious response is to reduce the asking price.

Buyers will always emerge if the price discount is sufficient, and whilst there is no particular sophistication in recognising this, it can be a matter of wisdom, courage or pure necessity.

Another much less discussed approach is the second lever available to motivated sellers: liquidity assistance.

A vendor might offer delayed consideration to ease the buyer’s immediate cash demands.

This is essentially a seller’s credit and has a respectable history in commercial transactions.

The principle is simple enough: when price cannot move, the terms of payment can.

There is, however, a further form of liquidity assistance that remains largely overlooked in the commercial property world, and one deserving far greater attention from sell-side agents, LPA receivers and administrators than it currently receives.

Where a commercial transaction attracts VAT (and a good many do), the buyer faces an immediate 20 per cent increase in their equity requirement.

That capital is ultimately recoverable through HMRC, but the timing mismatch alone can be sufficient to derail an otherwise viable deal, leaving both parties disappointed.

Companies like BloomSmith exist precisely to address the problem of both buyer and seller disappointment by funding the 20 per cent VAT element of a transaction without requiring a fixed legal charge over the property.

Whilst the issue may be considered a buyer’s problem, it is becoming normal for sellers to introduce a VAT facility as part of the deal structure: absorbing the c.1.5% cost as part of a broader pricing agreement.

This is to all intents and purposes, seller’s credit: targeted at the precise point of friction that causes many transactions to stall.

Our wish is to ensure that sell-side real estate agents, LPA receivers and administrators are aware of, and offering this option.

In a market where completed transactions are hard won, the ability to remove a 20 per cent point of friction is not inconsequential.

Often, it is precisely what stands between a deal and disappointed buyers and sellers.

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